Source Energy Services Announces Upcoming Earnings

Calgary, Alberta (June 30, 2021) TSX: SHLE

EARNINGS RELEASE AND CONFERENCE CALL

Source Energy Services Ltd. (“Source”) is pleased to announce that its second quarter financial results for the period ending June 30, 2021, will be released following the Toronto Stock Exchange market close on Wednesday, July 28, 2021. A conference call has been scheduled for 7:30 am (Calgary time) on Thursday, July 29, 2021. Interested analysts, investors and media representatives are invited to register to participate in the call. Once you are registered, a dial-in number and passcode will be provided to you via email. The link to register for the call is on the Upcoming Events page of our website and as follows:

Click Below to Register for the Results Conference Call:

Source Energy Services Q2 2021 Results Call

The call will be recorded and available for playback approximately 2 hours after the meeting end time, until end of day August 29, 2021.

Results Conference Call Playback Access:

Playback number: 1-800-319-6413 (toll-free in Canada and the United States)

Passcode: 7288

ABOUT SOURCE ENERGY SERVICES

Source is a logistics company that focuses on the supply and distribution of high quality Northern White frac sand. Source provides its customers with a full end-to-end solution supported by its Wisconsin mines and processing facilities, its Western Canadian terminal network and its “last mile” logistics capabilities. In addition to its industry leading frac sand transload terminal network and in-basin frac sand storage capabilities, Source also provides storage and logistics services for other bulk oil and gas well completion materials that are not produced by Source. Source has also developed Sahara, a proprietary wellsite mobile sand storage and handling system.

Source’s full-service approach allows customers to rely on its logistics capabilities to increase reliability of supply and to ensure the timely delivery of their requirements for frac sand and other bulk completion materials at the wellsite.

Media Inquiries:Investor Relations Inquiries:
Meghan SomersBrad Thomson
Communications AdvisorChief Executive Officer
(403) 262-1312 (ext. 295)(403) 262-1312 (ext. 225)
communications@sourceenergyservices.cominvestorrelations@sourceenergyservices.com

Source Energy Services Reports 2021 AGM Voting Results

Calgary, Alberta (May 7, 2021) TSX: SHLE

Source Energy Services Ltd. (“Source” or the “Company”) reports results from its annual meeting of shareholders held May 7, 2021 (the “Meeting”). An aggregate of 8,719,303 Common Shares (being 64.37% of the shares eligible to be voted at the Meeting) were represented at the Meeting.

2021 AGM VOTING RESULTS

Election of Directors

All of the proposed nominees were elected to Source’s board of directors (the “Board”) by Shareholders present or represented by proxy at the Meeting. The voting results are as follows:

Shareholder Approval of Other Matters

Shareholders also voted at the Meeting to approve each of the other resolutions described in Source’s management information circular dated March 18, 2021, as follows: (i) the ordinary resolution to fix the number of directors to be elected at the meeting at seven (7) was approved by 100% of the votes cast by Shareholders; (ii) the ordinary resolution approving the appointment of PricewaterhouseCoopers LLP as the auditor of the Company was approved by 100% of the votes cast by Shareholders; (iii) the ordinary resolution approving the 2021 Long Term Incentive Plan was approved by 72.12% of the votes cast by Shareholders; and (iv) the ordinary resolution approving the 2021 Stock Option Plan was approved by 98.42% of the votes cast by Shareholders.

ABOUT SOURCE ENERGY SERVICES

Source is a logistics company that focuses on the supply and distribution of high quality Northern White frac sand. Source provides its customers with a full end-to-end solution supported by its Wisconsin mines and processing facilities, its Western Canadian terminal network and its “last mile” logistics capabilities. In addition to its industry leading frac sand transload terminal network and in-basin frac sand storage capabilities, Source also provides storage and logistics services for other bulk oil and gas well completion materials that are not produced by Source. Source has also developed Sahara, a proprietary wellsite mobile sand storage and handling system.

Source’s full-service approach allows customers to rely on its logistics capabilities to increase reliability of supply and to ensure the timely delivery of their requirements for frac sand and other bulk completion materials at the wellsite.

FOR FURTHER INFORMATION, PLEASE CONTACT:

Media Inquiries:Investor Relations Inquiries:
Meghan SomersBrad Thomson
Communications AdvisorChief Executive Officer
(403) 262-1312 (ext. 295)(403) 262-1312 (ext. 225)
communications@sourceenergyservices.cominvestorrelations@sourceenergyservices.com

Source Energy Services Reports Q1 2021 Results and Other Matters

Calgary, Alberta (May 5, 2021) TSX: SHLE

Source Energy Services Ltd. (“Source” or the “Company”) is pleased to announce its 2021 first quarter financial results.

SUMMARY

The first quarter of 2021 follows an unprecedented year in the history of the oil and gas industry, where Source made significant changes to the Company’s balance sheet and cost structure. These initiatives put Source in a solid position to benefit from the return of completion activities in the Western Canadian Sedimentary Basin (“WCSB”). Over the last three quarters, Source’s customers have cautiously resumed completion activities and the first quarter realized continued growth in activity levels from previous quarters. This resulted in Source achieving the following highlights for the three months ended March 31, 2021:

  • realized sand sales volumes of 645,566 metric tonnes (“MT”) and sand revenue of $66.1 million;
  • achieved a new service record in March which saw seven Sahara units fully utilized for the month;
  • achieved a 25% increase in sand volumes trucked to customer wellsites;
  • distributed 698,298 MT of proppants and chemicals through Source’s WCSB terminal network;
  • realized gross margin of $10.7 million and Adjusted Gross Margin(4) of $18.3 million;
  • realized Adjusted EBITDA(4) of $12.7 million; and
  • reported net loss of $5.4 million, an improvement of $180.0 million from the same period last year.
Three months ended March 31,
($000’s, except MT and per unit amounts)20212020
Sand volumes (MT)(1)645,566762,322
Sand revenue66,11583,019
Wellsite solutions14,12112,113
Terminal services1,6531,331
Sales81,88996,463
Cost of sales63,61976,656
Cost of sales – depreciation7,58213,430
Cost of sales71,20190,086
Gross margin10,6886,377
Operating expense3,7184,297
General & administrative expense2,6042,557
Depreciation2,7854,257
Income (loss) from operations1,581(4,734)
Total other expense6,967149,263
Loss before income taxes(5,386)(153,997)
Deferred tax expense31,350
Net loss(2)(5,386)(185,347)
Net loss per share ($/share)(3)(0.40)(36.91)
Diluted net loss per share ($/share)(3)(0.40)(36.91)
Adjusted EBITDA(4)12,67414,609
Sand revenue sales/MT102.41108.90
Gross margin/MT16.568.37
Adjusted Gross Margin(4)18,27019,807
Adjusted Gross Margin/MT(4)28.3025.98

Notes:

  1. One MT is approximately equal to 1.102 short tons.
  2. The average Canadian to United States (“US”) dollar exchange rate for the three months ended March 31, 2021 was $0.7899 (2020 – $0.7435).
  3. Prior year amounts have been restated to reflect the 12:1 share consolidation completed in 2020.
  4. Adjusted EBITDA and Adjusted Gross Margin (including on a per MT basis) are not defined under IFRS, refer to ‘Non-IFRS Measures’ below.

Q1 2021 RESULTS

The recovery of activity levels witnessed in the latter half of 2020 continued into the first quarter of 2021, fueled by the ongoing strength of commodity prices. Extreme weather in February caused some delays in customer completions programs; however, Source was able to continue to effectively service customers and the spot market from the Company’s in-basin inventories. Source realized a recovery of sand sales volumes for the three months ended March 31, 2021, generating $66.1 million of sand revenue. Sand revenue was lower by $16.9 million compared to the first quarter of 2020 due to lower sand sales volumes and lower realized average sand prices, as lingering uncertainty and continued price instability resulting from the impact of the coronavirus pandemic (“COVID-19”) continued to influence customers.  Sand revenue for the quarter was also impacted by a stronger Canadian dollar on US dollar denominated sand sales.

Wellsite solutions revenue was $14.1 million for the first quarter, an increase of 17%, compared to the first quarter of 2020. The increase was due to a higher number of customers that utilized Source’s dispatch services to orchestrate the movement of large volumes of frac sand to the wellsite in the quarter. Many of these customers have also adopted Sahara as a key component in their frac programs, resulting in the seven Sahara units located in Canada achieving 100% utilization for the month of March, and an average utilization rate of 81% for the quarter.

Cost of sales, excluding depreciation, was favorably impacted by cost savings initiatives and production efficiencies implemented last year as well as the impact of the stronger Canadian dollar on US dollar denominated production costs.

For the three months ended March 31, 2021, gross margin increased by $4.3 million while Adjusted Gross Margin fell by $1.5 million compared to the first quarter in 2020. Gross margin was favorably impacted by lower cost of sales – depreciation realized, attributed to a lower equipment asset base resulting from the impairment recognized in the first quarter of 2020.  Adjusted Gross Margin was negatively impacted by lower volumes and continued pricing pressure realized in the quarter; however, as a percentage of revenue, Adjusted Gross Margin improved on a quarter-over-quarter basis due to Source’s focus on maintaining lower costs and production efficiencies.

Operating expense was lower by $0.6 million, or 13%, for the three months ended March 31, 2021, resulting from workforce optimization efforts implemented as part of cost control measures undertaken in 2020. The receipt of proceeds from the Canada Emergency Wage Subsidy (“CEWS”) program of $0.1 million also favorably impacted operating expense. General and administrative expense remained unchanged from the same period last year, as higher variable incentive compensation expense was offset by the receipt of proceeds from the CEWS program of $0.1 million and lower professional fees incurred in the quarter.

For the quarter ended March 31, 2021, Adjusted EBITDA was $12.7 million, $1.9 million lower than the first quarter of 2020, as lower sand sales volumes was offset by improved gross margin and lower operating costs.

LIQUIDITY AND CAPITAL RESOURCES

The Company has a banking operating facility, comprised of an asset backed loan facility (“ABL”), a standby letter of credit facility and a senior secured term loan (collectively, the “Credit Facility”). As of March 31, 2021, Source had $7.5 million drawn under its ABL. The Credit Facility was also being used to support $9.9 million of letters of credit leaving $26.5 million of available liquidity. Source is subject to externally imposed capital requirements for the Credit Facility. As of March 31, 2021, Source Energy Services and its subsidiaries were compliant with all covenants of the Credit Facility.

Capital expendituresThree months ended March 31,
($000’s)20212020
Terminal13 4
Wellsite solutions156 205
Production191 484
Overburden removal956 828
Other— 100
Capital expenditures1,316 1,621

Source’s capital expenditures fall into three main categories: capital expenditures at existing terminals and mine facilities to make improvements and maintain operations, growth capital expenditures for new capacity to grow production or distribution and overburden removal. Capital expenditures for the first quarter of 2021 were $1.3 million, a decrease of $0.3 million from the same period last year.

Source believes its previous investment in processing assets and logistics infrastructure will allow for modest capital expenditures through 2021 and beyond even as industry activity returns to more normalized levels.

OPERATING ENVIRONMENT AND COVID-19

The global economic environment and commodity pricing remain uncertain, as COVID-19 continues to impact global energy demand while countries wrestle with the third wave of the virus and the speed of vaccination program delivery. Commodity price fluctuations are continuing to influence exploration & production (“E&P”) capital spending programs, which remain disciplined as these companies remain focused on protecting balance sheets. Renewed measures to prevent the spread of the virus could result in further global business disruption, with economic repercussions that are yet to be determined.

Source has implemented effective procedures that have allowed the Company to safely operate through the pandemic. Source continues to prioritize the safety of its employees, contractors and customers through its COVID-19 program which minimizes exposure for employees and contractors in the field, at the production plants and at its corporate offices.

Certain operational cost reductions and other measures implemented last year in response to the weakened economic climate resulting from COVID-19 continue to be monitored, including staffing levels and the receipt of governmental wage subsidies, as Source accommodates increased customer demand while remaining focused on maximizing operational efficiencies.

BUSINESS OUTLOOK

The recovery of Source’s activity levels continued through the first quarter of 2021, supported by the ongoing strength of commodity prices which stabilized late in 2020. Source’s customers continue to be focused on strengthening their balance sheets; however, Source believes the generation of stronger cash flows may result in enhanced capital expenditures in the last half of the year, as well as the possible expansion of drilling and completion programs in 2022.

Source continues to remain optimistic about the longer-term industry prospects, including increased demand for WCSB natural gas driven by LNG, coal to natural gas power generation conversions and increased gas pipeline capacity. In addition, planned expansion of oil pipeline egress capacity and the potential for additional hydrocarbon shipments by rail continue to support the Company’s expectation that activity levels should steadily increase in the coming years.

Source continues to see E&P companies require large volumes of frac sand, but now they are driving additional efficiencies in their completion programs by completing fracs over much shorter periods of time. Source’s terminal network and logistics capabilities have become a key component in the success of these accelerated frac programs in the Montney and the Duverney, and Source’s success in capturing a large portion of this market is further enhanced by the delivery capability of the Sahara units. Source’s reliability of supply and wellsite service offering have become a key component in many large Western Canadian completions programs. In April, Source’s service offering allowed a customer to complete a frac very quickly through its delivery of 8,459 MT of sand to one pad with a dual completion in a single day. Source is ideally positioned to serve the increase in demand for frac sand and logistics services as activity levels rebound.

Source continues to focus on improving logistics for other items needed at the wellsite in response to customer requests to expand its service offerings, and continues to develop opportunities to further utilize its existing Western Canadian terminals to provide additional diversification of its business. Over the longer-term, Source anticipates that these new terminal services will be a meaningful part of its business.

Source cannot predict the extent of the impact COVID-19 or its variants may have on energy demand, or how OPEC will react to those changes in demand and how those events could impact the Company’s operations. Source cannot reasonably estimate the period of time that adverse business conditions will persist, the impact they will have on the Company’s business, liquidity, consolidated results of operations and consolidated financial condition, or the pace of any subsequent recovery.

FIRST QUARTER CONFERENCE CALL

A conference call to discuss Source’s first quarter financial results has been scheduled for 7:30 am MST (9:30 am ET) on Thursday, May 6, 2021.

Interested analysts, investors and media representatives are invited to register to participate in the call. Once you are registered, a dial-in number and passcode will be provided to you via email. The link to register for the call is on the Upcoming Events page of our website and as follows:

Source Energy Services Q1 2021 Results Call

The call will be recorded and available for playback approximately 2 hours after the meeting end time, until June 6, 2021, using the following dial-in:

Playback Number
Toll-Free: 1-800-319-6413

Playback Passcode
6529

2021 ANNUAL MEETING OF SHAREHOLDERS

Source’s 2021 Annual Meeting of Shareholders (the “AGM”) will be held on Friday, May 7, 2021 at 9:00 a.m. MST in a virtual, audio only, webcast format due to the COVID-19 pandemic and upon the recommendations of federal, provincial, and municipal governments to mitigate risks to public health and safety. Shareholder engagement is extremely important to Source and all shareholders will have equal opportunity to ask questions. Below are the details to attend the virtual-only AGM:

Log in: https://web.lumiagm.com/210563632

Password: source2021 (case sensitive)

If you experience technical or logistical issues related to accessing the virtual AGM, technical support is available:

1-800-564-6253 (toll-free in Canada and the United States)
514-982-7555 (long distance charges may apply)

ABOUT SOURCE ENERGY SERVICES

Source is a company that focuses on the production and distribution of high quality Northern White frac sand, as well as the distribution of other bulk completion materials not produced by Source. Source provides its customers with an end-to-end solution for frac sand supported by its Wisconsin mines and processing facilities, its Western Canadian terminal network and its “last mile” logistics capabilities. Source also provides storage and logistics services for other bulk oil and gas well completion materials and has developed Sahara, a proprietary wellsite mobile sand storage and handling system.

Source’s full-service approach allows customers to rely on its logistics platform to increase reliability of supply and to ensure the timely delivery of their requirements for frac sand and other bulk completion materials at the wellsite.

IMPORTANT INFORMATION

These results should be read in conjunction with each of Source’s unaudited condensed consolidated interim financial statements for the three months ended March 31, 2021 and 2020, and Source’s audited consolidated financial statements for the year ended December 31, 2020, together with the accompanying notes (the “Financial Statements”) and its corresponding MD&A for such periods. The Financial Statements and MD&A and other information relating to Source, including the Annual Information Form (“AIF”), are available under the Company’s SEDAR profile at www.sedar.com. The Financial Statements and comparative statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board. Unless otherwise stated, all amounts are expressed in Canadian dollars.

NON-IFRS MEASURES

In this press release Source has used the terms Adjusted Gross Margin and Adjusted EBITDA, including per MT, which do not have standardized meanings prescribed by IFRS and Source’s method of calculating these measures may differ from the method used by other entities and, accordingly, they may not be comparable to similar measures presented by other companies. These financial measures should not be considered as an alternative to, or more meaningful than, net income (loss), gross margin and other measures of financial performance as determined in accordance with IFRS. For additional information regarding non-IFRS measures, including their use to management and investors and reconciliations to measures recognized by IFRS, please refer to the MD&A, which is available online at www.sedar.com and through Source’s website at www.sourceenergyservices.com.

FORWARD-LOOKING STATEMENTS

Certain statements contained in this press release constitute forward-looking statements relating to, without limitation, expectations, intentions, plans and beliefs, including information as to the future events, results of operations and Source’s future performance (both operational and financial) and business prospects. In certain cases, forward-looking statements can be identified by the use of words such as “expects”, “estimates”, “intends”, “anticipates”, “believes”, “plans”, “projects” or variations of such words and phrases, or state that certain actions, events or results “may” or “will” be taken, occur or be achieved. Such forward-looking statements reflect Source’s beliefs, estimates and opinions regarding its future growth, results of operations, future performance (both operational and financial), and business prospects and opportunities at the time such statements are made, and Source undertakes no obligation to update forward-looking statements if these beliefs, estimates and opinions or circumstances should change unless required by applicable law. Forward-looking statements are necessarily based upon a number of estimates and assumptions made by Source that are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies. Forward-looking statements are not guarantees of future performance. In particular, this press release contains forward-looking statements pertaining, but not limited, to: our continued optimism for longer term industry prospects and increased demand for LNG on WCSB activity levels; anticipated improvements in pipeline egress and transportation capacity, coal to natural gas power generation conversions and the potential for additional hydrocarbon shipments by rail; outlook for operations and sales volumes; expectations respecting future conditions; revenue and profitability; industry activity levels; the impact of COVID-19 on the global economy and the effect it may continue to have on the Company’s business, liquidity, operations and financial condition and the pace of any subsequent recovery; industry conditions pertaining to the frac sand industry; the benefits that Source’s “last mile” services provide to customers; expectations regarding customer relationships and counterparty risk; the anticipated effect of terminal services on Source’s business; expectations regarding funding for future working capital and capital expenditures; Source’s planned cash outflows relating to lease commitments and financial liabilities; the ability to secure future funding; expectations on Source’s ability to meet their capital needs; expectations regarding fluctuations in foreign currency; and expectations regarding the outcome of legal claims and proceedings, including but not limited to the outcome of Source’s anticipated claim for damages related to the structural failure of its Fox Creek Terminal Facility.

By their nature, forward-looking statements involve numerous current assumptions, known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Source to differ materially from those anticipated by Source and described in the forward-looking statements.

With respect to the forward-looking statements contained in this press release  assumptions have been made regarding, among other things: proppant market prices; future oil, natural gas and natural gas liquids prices; future global economic and financial conditions; future commodity prices, demand for oil and gas and the product mix of such demand; levels of activity in the oil and gas industry in the areas in which Source operates; the continued availability of timely and safe transportation for Source’s products, including without limitation, Source’s rail car fleet and the accessibility of additional transportation by rail and truck; the maintenance of Source’s key customers and the financial strength of its key customers; the maintenance of Source’s significant contracts or their replacement with new contracts on substantially similar terms and that contractual counterparties will comply with current contractual terms; operating costs; that the regulatory environment in which Source operates will be maintained in the manner currently anticipated by Source; future exchange and interest rates; geological and engineering estimates in respect of Source’s resources; the recoverability of Source’s resources; the accuracy and veracity of information and projections sourced from third parties respecting, among other things, future industry conditions and product demand; demand for horizontal drilling and hydraulic fracturing and the maintenance of current techniques and procedures, particularly with respect to the use of proppants; Source’s ability to obtain qualified staff and equipment in a timely and cost-efficient manner; the regulatory framework governing royalties, taxes and environmental matters in the jurisdictions in which Source conducts its business and any other jurisdictions in which Source may conduct its business in the future; future capital expenditures to be made by Source; future sources of funding for Source’s capital program; Source’s future debt levels; the impact of competition on Source; and Source’s ability to obtain financing on acceptable terms.

A number of factors, risks and uncertainties could cause results to differ materially from those anticipated and described herein including, among others: the effects of competition and pricing pressures; risks inherent in key customer dependence; effects of fluctuations in the price of proppants; risks related to indebtedness and liquidity, including Source’s leverage, restrictive covenants in Source’s debt instruments and Source’s capital requirements; risks related to interest rate fluctuations and foreign exchange rate fluctuations; changes in general economic, financial, market and business conditions in the markets in which Source operates; changes in the technologies used to drill for and produce oil and natural gas; Source’s ability to obtain, maintain and renew required permits, licenses and approvals from regulatory authorities; the stringent requirements of and potential changes to applicable legislation, regulations and standards; the ability of Source to comply with unexpected costs of government regulations; liabilities resulting from Source’s operations; the results of litigation or regulatory proceedings that may be brought against Source; the ability of Source to successfully bid on new contracts and the loss of significant contracts; uninsured and underinsured losses; risks related to the transportation of Source’s products, including potential rail line interruptions or a reduction in rail car availability; the geographic and customer concentration of Source; the impact of climate change risk; the ability of Source to retain and attract qualified management and staff in the markets in which Source operates; labour disputes and work stoppages and risks related to employee health and safety; general risks associated with the oil and natural gas industry, loss of markets, consumer and business spending and borrowing trends; limited, unfavourable, or a lack of access to capital markets; uncertainties inherent in estimating quantities of mineral resources; sand processing problems; implementation of recently issued accounting standards; the use and suitability of Source’s accounting estimates and judgments; the impact of information systems and cyber security breaches; and risks and uncertainties related to COVID-19 or its variants, including changes in energy demand.

Although Source has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in the forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements will materialize or prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. The forward-looking statements contained in this press release are expressly qualified by this cautionary statement. Readers should not place undue reliance on forward-looking statements. These statements speak only as of the date of this press release. Except as may be required by law, Source expressly disclaims any intention or obligation to revise or update any forward-looking statements or information whether as a result of new information, future events or otherwise.

FOR FURTHER INFORMATION PLEASE CONTACT:

Media Inquiries:Investor Relations Inquiries:
Meghan SomersBrad Thomson
Communications AdvisorChief Executive Officer
(403) 262-1312 (ext. 295)(403) 262-1312 (ext. 225)
communications@sourceenergyservices.cominvestorrelations@sourceenergyservices.com

Source Energy Services Announces Upcoming Earnings Release and Annual General Meeting

Calgary, Alberta (April 7, 2021) TSX: SHLE

EARNINGS RELEASE AND CONFERENCE CALL

Source Energy Services Ltd. (“Source”) is pleased to announce that its first quarter financial results for the period ending March 31, 2021, will be released following the Toronto Stock Exchange market close on Wednesday, May 5, 2021. A conference call has been scheduled for 7:30 am (Calgary time) on Thursday, May 6, 2021. Interested analysts, investors and media representatives are invited to register to participate in the call. Once you are registered, a dial-in number and passcode will be provided to you via email. The link to register for the call is on the Upcoming Events page of our website and as follows:

The call will be recorded and available for playback approximately 2 hours after the meeting end time, until June 6, 2021. Below are the details to access the call playback:

ANNUAL GENERAL MEETING

Source also wishes to announce that its 2021 Annual Meeting of Shareholders (the “AGM”) will be held on Friday, May 7, 2021 at 9:00 a.m. (Calgary time) in a virtual, audio only, webcast format due to the COVID-19 pandemic and upon the recommendations of federal, provincial, and municipal governments to mitigate risks to public health and safety. Shareholder engagement is extremely important to Source and all shareholders will have equal opportunity to ask questions. Below are the details to attend the virtual-only AGM:

ABOUT SOURCE ENERGY SERVICES

Source is a logistics company that focuses on the supply and distribution of high quality Northern White frac sand. Source provides its customers with a full end-to-end solution supported by its Wisconsin mines and processing facilities, its Western Canadian terminal network and its “last mile” logistics capabilities. In addition to its industry leading frac sand transload terminal network and in-basin frac sand storage capabilities, Source also provides storage and logistics services for other bulk oil and gas well completion materials that are not produced by Source. Source has also developed Sahara, a proprietary wellsite mobile sand storage and handling system.

Source’s full-service approach allows customers to rely on its logistics capabilities to increase reliability of supply and to ensure the timely delivery of their requirements for frac sand and other bulk completion materials at the wellsite.

Media Inquiries:Investor Relations Inquiries:
Meghan SomersBrad Thomson
Communications AdvisorChief Executive Officer
(403) 262-1312 (ext. 295)(403) 262-1312 (ext. 225)
communications@sourceenergyservices.cominvestorrelations@sourceenergyservices.com

Source Energy Services Reports Q4 2020 and Year End Results

Calgary, Alberta (March 18, 2021) TSX: SHLE

Source Energy Services Ltd. (“Source” or the “Company”) is pleased to announce its financial results for the three and twelve months ended December 31, 2020.

2020 HIGHLIGHTS
2020 was a year of unprecedented challenges, as the oil and gas industry reeled from a significant reduction in global demand caused by the coronavirus pandemic (“COVID-19”) and the fallout from a price war between the Organization of Petroleum Exporting Countries (“OPEC”) and other oil exporting nations. While this was a challenging business environment, Source demonstrated the strength of its business model and its ability to adapt to the rapid swings in activity levels seen during the year. Some of the key achievements realized for the year were:

  • realized sand sales volumes of 1,968,511 metric tonnes (“MT”), a decrease of 12% from 2019, and sand revenue of $210.0 million;
  • distributed 2,021,335 MT of sand through Source’s Western Canadian Sedimentary Basin (“WCSB”) terminal network;
  • realized gross margin of $24.7 million and Adjusted Gross Margin(1) of $56.8 million;
  • implemented and maintained cost control measures that resulted in a 34% reduction of operating and general and administrative expense when compared to 2019;
  • renegotiated the majority of Source’s rail car lease contracts, resulting in a reduction in 2020 lease payments of approximately $9.0 million, compared to 2019, and a reduction to Source’s total outstanding lease obligations;
  • incurred capital costs of $3.7 million which was an 81% reduction from amounts spent in the prior year;
    realized Adjusted EBITDA(1) of $37.7 million; and
  • reported net loss for the year ended December 31, 2020 of $185.5 million, or $36.81 per share, which included an impairment loss of $143.7 million recognized in the year.

FOURTH QUARTER HIGHLIGHTS
In the fourth quarter, completion activities in the WCSB continued to gain momentum driven by an increasingly positive outlook for commodities. As experienced in previous quarters, Source’s customers continue to demand larger volumes of sand in progressively shorter periods of time. Some of Source’s fourth quarter accomplishments include:

  • completed a Recapitalization Transaction (as defined below), resulting in reduced debt, enhanced liquidity and increased financial flexibility, enabling Source to withstand industry volatility while continuing to build on its position as the largest frac sand provider in the WCSB;
  • realized sand sales volumes of 474,345 metric tonnes (“MT”) and sand revenue of $48.9 million;
  • achieved a new service record in December for the amount of sand delivered through Sahara to the blender in a single day of 4,436 MT;
  • renewed a sales contract for an additional three-year term and achieved a new direct sale customer contract for a one-year term;
  • forward placed 300,000 MT of inventory in the WCSB in order to ensure service quality in the first quarter of 2021; and
  • realized Adjusted EBITDA(1) of $12.2 million, an increase of $3.0 million, or 32% when compared to the fourth quarter of 2019.

Note:
(1) Adjusted EBITDA and Adjusted Gross Margin (including on a per MT basis) are not defined under IFRS, refer to ‘Non-IFRS Measures’ below.

RESULTS OVERVIEW

Three months ended December 31,Year ended December 31,
($000’s, except MT and per unit amounts)2020201920202019
Sand volumes (MT)(1)474,345479,0171,968,5112,233,034
Sand revenue48,93658,401210,021281,866
Wellsite solutions9,5829,23536,64446,208
Terminal services4511,0063,2134,882
Sales58,96968,642249,878332,956
Cost of sales42,65051,669193,033253,302
Cost of sales – depreciation5,2536,35132,18842,043
Cost of sales47,90358,020225,221295,345
Gross margin11,06610,62224,65737,611
Operating expenses3,1985,42312,48520,710
General & administrative expense1,2032,7129,37912,247
Depreciation2,6474,02013,86016,212
Income (loss) from operations4,018(1,533)(11,067)(11,558)
Total other expense (income)(19,997)670143,049102,338
Income (loss) before income taxes24,015(2,203)(154,116)(113,896)
Deferred income tax expense (recovery)41631,350(23,941)
Net income loss(2)24,015(2,619)(185,466)(89,955)
Net earnings (loss) per share ($/share)(3)4.58(0.58)(36.81)(17.68)
Diluted net earnings (loss) per share ($/share)(3)4.58(0.58)(36.81)(17.68)
Adjusted EBITDA(4)12,1619,18437,72148,626
Sand revenue sales/MT103.17121.92106.69126.23
Gross margin/MT23.3322.1712.5316.84
Adjusted Gross Margin(4)16,31916,97356,84579,654
Adjusted Gross Margin/MT(4)34.4035.4328.8835.67

Notes:
(1) One MT is approximately equal to 1.102 short tons.
(2) The average Canadian to US dollar exchange rate for the three and twelve months ended December 31, 2020 was $0.7675 and $0.7454, respectively (2019 – $0.7576 and $0.7536, respectively).
(3) Prior year amounts have been restated to reflect the 12:1 share consolidation pursuant to the Recapitalization Transaction.
(4) Adjusted EBITDA and Adjusted Gross Margin (including on a per MT basis) are not defined under IFRS, refer to ‘Non-IFRS Measures’ below.

Q4 2020 RESULTS
Activity levels in the WCSB partially recovered through the third and fourth quarters, a result of improved commodity prices. Customers took advantage of stabilized commodity pricing by deploying capital in advance of the end of the year resulting in fourth quarter sand volumes that were relatively consistent with 2019. Sand revenue was $48.9 million for the quarter, a decrease of $9.5 million from the fourth quarter of 2019 due to continued pricing pressure in the WCSB.

Wellsite solutions revenue was $9.6 million for the fourth quarter, an increase of 4%, resulting from increased sand volumes trucked to wellsites compared to the fourth quarter of 2019.

Cost of sales, excluding depreciation, was favorably impacted by cost savings initiatives, warmer weather and production efficiencies implemented last year and further entrenched in 2020. Proceeds of $0.4 million from the Canadian Emergency Wage Subsidy (“CEWS”) program further contributed to the lower cost of sales reported for the quarter.

Gross margin and Adjusted Gross Margin increased by $0.4 million and decreased by $0.7 million, respectively, for the fourth quarter compared to 2019, as lower average realized sand prices for the quarter were mitigated by the operational efficiencies achieved. Gross margin was favorably impacted by lower cost of sales – depreciation, due to a lower equipment asset base resulting from impairment recognized early in 2020 and the benefits of the rail car lease negotiations.

Compared to 2019, operating and general and administrative expenses were lower by $3.7 million, or 46%, for the fourth quarter. Workforce optimization efforts implemented in 2019 as well as cost control measures undertaken in 2020, as discussed below, drove further reductions in costs, including lower variable incentive compensation. Operating and general and administrative expenses were also favorably impacted by the receipt of proceeds from the CEWS program of $0.3 million in the fourth quarter.

For the three months ended December 31, 2020, Adjusted EBITDA was $12.2 million, an increase of $3.0 million from 2019, as the lower average sales price for sand was more than offset by a continued focus on cost controls across the organization.

RECAPITALIZATION TRANSACTION
In light of the events of 2020, the Company, under the supervision of a committee comprised of independent members of its board of directors (the “Board”), undertook a comprehensive process to evaluate all reasonably available alternatives to access additional liquidity and improve the Company’s capital structure. On December 30, 2020 Source announced the completion of its recapitalization transaction (the “Recapitalization Transaction”), designed to provide the Company with a stronger long-term capital structure and enhanced liquidity and financial flexibility. The transaction was undertaken through a plan of arrangement under the Canada Business Corporations Act and achieved the following:

  • addressed the maturity and obligations (including all accrued and unpaid interest) under the $157.7 million senior secured notes due 2021 (the “Old Notes”) through an exchange of the Old Notes for a combination of new senior secured first lien notes due March 15, 2025 (the “Notes”), resulting in a $32.7 million decrease of the principal amount and the issuance of new common shares of Source, constituting approximately 62.5% of the common shares outstanding on a fully diluted basis;
  • provided enhanced liquidity and financial flexibility as a result of the terms of the Notes, which enable the Company to pay interest in kind, rather than in cash, on the Notes for all quarterly interest payments up to and including February 15, 2022;
  • enabled Source to access new funding under a $20.0 million term loan facility from the Company’s existing lending syndicate;
  • enabled Source to obtain the support of its lending syndicate through an amendment to Source’s revolving Credit Facility (as defined below) providing the Company with an extended maturity date, ongoing financial flexibility and access to liquidity under the amended Credit Facility; and
  • resulted in existing shareholders retaining approximately 37.5% of the outstanding common shares on a fully diluted basis following completion of the Recapitalization Transaction, thereby allowing shareholders to participate in the anticipated future growth of Source’s business as market conditions improve in the WCSB.

Immediately prior to the closing of the Recapitalization Transaction, the outstanding common shares of Source were consolidated on a twelve-for-one basis. The Recapitalization Transaction resulted in a gain on the extinguishment of debt, comprised of the difference between the carrying value of the Old Notes and the Notes, offset in part by the fair value of the equity issuance and net of transaction costs recognized. Refer to Note 13 of the audited consolidated financial statements for the year ended December 31, 2020 for additional detail related to the Recapitalization Transaction.

As activity levels began to recover in the latter half of the year, Source has continued to examine its operational costs while accommodating increased demand to ensure it remains focused on maximizing operational efficiencies. Source also worked closely with certain rail car lease vendors to negotiate more favorable long-term contracts, resulting in the execution of amended rail car lease contracts which significantly reduced ongoing monthly lease payments and lowered Source’s long-term obligations for these leases.

LIQUIDITY AND CAPITAL RESOURCES
As noted above, Source completed the Recapitalization Transaction and renegotiated lease terms providing Source with a stronger, more flexible, long-term capital structure. The Company now has a banking operating facility, comprised of an asset backed loan facility (“ABL”), a standby letter of credit facility and a senior secured term loan (collectively, the “Credit Facility”). As of December 31, 2020, Source had $3.7 million drawn under its ABL. The Credit Facility was also being used to support $14.6 million of letters of credit leaving $17.3 million of available liquidity. Source is subject to externally imposed capital requirements for the Credit Facility. As of December 31, 2020, Source Energy Services and its subsidiaries were compliant with all covenants of the Credit Facility.

Capital expendituresThree months ended December 31,Year ended December 31,
($000’s, except MT and per unit amounts)2020201920202019
Terminal expansion(5,788)434,272
Wellsite solutions9432931,6135,115
Production expansion587845826,561
Overburden removal1377791,3413,672
Other2310449
Capital expenditures1,138(3,909)3,68319,669

Capital expenditures for the fourth quarter of 2020 were $1.1 million, a change of $5.0 million from the same period last year. In the fourth quarter of 2019, Source received insurance proceeds of $5.9 million related to amounts previously expended for the Fox Creek terminal expansion project. For the year ended December 31, 2020, capital expenditures were $16.0 million lower than the prior year due to the completion of the Fox Creek terminal expansion and two Sahara units in 2019.

Source believes its previous investment in processing assets and logistics infrastructure will allow for modest capital expenditures through 2021 and beyond even as industry activity returns to more normalized levels.

BUSINESS OUTLOOK
Source’s activity levels recovered in the latter half of 2020 and have continued to gain momentum into the first quarter of 2021, supported by the strength of commodity prices. Commodity prices stabilized at the end of 2020 and have demonstrated continued strength early in 2021, allowing exploration and production (“E&P”) companies to generate stronger cash flows. Source’s customers continue to be focused on strengthening their balance sheets; however, Source is starting to see more customers developing drilling and completion programs for the second half of 2021 and into 2022.

Source continues to remain optimistic about the longer-term industry prospects, including increased demand for WCSB natural gas driven by LNG, coal to natural gas power generation conversions and increased gas pipeline capacity. In addition, expansion of oil pipeline egress capacity and the potential for additional hydrocarbon shipments by rail continue to support the Company’s expectation that activity levels should steadily increase in the coming years.

Source continues to see E&P companies drive additional efficiencies in their completion programs by completing fracs over much shorter periods of time, requiring larger volumes of frac sand. Source’s terminal network and logistics capabilities have become a key component in the success of these accelerated frac programs in the Montney and the Duverney, and Source’s success in capturing a large portion of this market is further enhanced by the delivery capability of the Sahara units. Source is ideally positioned to serve the increase in demand for frac sand and logistics services as activity levels rebound.

Source continues to focus on improving logistics for other items needed at the wellsite, in response to customer requests to expand its service offerings, and continues to develop opportunities to further utilize its existing Western Canadian terminals to provide additional diversification of its business. Over the longer-term, Source anticipates that these new terminal services will be a meaningful part of its business.

Source cannot predict the extent of the impact COVID-19 or its variants may have on energy demand, or how OPEC will react to those changes in demand and how those events could impact the Company’s operations. Source cannot reasonably estimate the period of time that adverse business conditions will persist, the impact they will have on the Company’s business, liquidity, consolidated results of operations and consolidated financial condition, or the pace of any subsequent recovery.

COVID-19
In March 2020, COVID-19 was declared a global pandemic by the World Health Organization. Measures enacted to prevent the spread of the virus resulted in global business disruption with significant economic repercussions. With the onset of COVID-19, Source took immediate steps to ensure the safety of its employees, contractors and customers and implemented a COVID-19 program. Office employees were moved to a work-from-home model and special protocols were put in place to minimize COVID-19 exposure for employees and contractors in the field and at the production plants.

As a result of the weakening economic climate and the decline in the demand for crude oil, Source implemented operational cost reductions and other measures which included the following:

  • reduced staff levels and hours of operations;
  • reduced Board, executive and salaried employee compensation and benefits;
  • eliminated all discretionary expenditures;
  • reduced capital expenditures;
  • received proceeds from the US Small Business Administration’s Paycheck Protection Program;
  • received proceeds from the CEWS program; and
  • completed the Recapitalization Transaction (as outlined above).

The Company also carried out an assessment of the recoverable value of its operations as a result of the weakened economic climate. A discounted cash flow analysis was completed using an updated weighted average cost of capital and revised forecasts, resulting in an impairment loss of $143.7 million recognized in the first quarter of 2020.

UPDATED NI 43-101 TECHNICAL REPORTS FOR THE MINERAL PROJECTS IN WISCONSIN, UNITED STATES
Source is pleased to announce that it has filed with the applicable Canadian securities regulatory authorities updated National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”) technical reports for each of its three mineral projects in Wisconsin, United States (collectively, the “Technical Reports”).

The Technical Reports have each been prepared with an effective date of December 31, 2020 and were updated as part of an annual assessment that accounts for conventional mining depletion of the mineral resources and include updated production records. The updated resources do not represent a 100% or greater change in the total mineral resources.

Mineral resources are not mineral reserves and do not have demonstrated economic viability. There is no guarantee that all or any part of the mineral resource will be converted into a mineral reserve. Source has not based its production decisions and ongoing mine production on mineral reserve estimates, preliminary economic assessments, prefeasibility studies or feasibility studies. As a result, there may be an increased uncertainty of achieving any particular level of recovery of minerals or the cost of such recovery and historically projects without any mineral reserves have increased uncertainty and risk of failure.

Further details with respect to the scientific and technical information contained in this press release are available in the Technical Reports, which are available under the Company’s SEDAR profile at www.sedar.com.

ABOUT SOURCE ENERGY SERVICES
Source is a company that focuses on the production and distribution of high quality Northern White frac sand, as well as the distribution of other bulk completion materials not produced by Source. Source provides its customers with an end-to-end solution for frac sand supported by its Wisconsin mines and processing facilities, its Western Canadian terminal network and its “last mile” logistics capabilities. Source also provides storage and logistics services for other bulk oil and gas well completion materials and has developed Sahara, a proprietary wellsite mobile sand storage and handling system.

Source’s full-service approach allows customers to rely on its logistics platform to increase reliability of supply and to ensure the timely delivery of their requirements for frac sand and other bulk completion materials at the wellsite.

IMPORTANT INFORMATION
These results should be read in conjunction with each of Source’s audited consolidated financial statements for the years ended December 31, 2020 and 2019, together with the accompanying notes (the “Financial Statements”) and its corresponding MD&A for such periods. The Financial Statements and MD&A and other information relating to Source, including the Annual Information Form (“AIF”), are available under the Company’s SEDAR profile at www.sedar.com. The Financial Statements and comparative statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board. Unless otherwise stated, all amounts are expressed in Canadian dollars.

NON-IFRS MEASURES
In this press release Source has used the terms Adjusted Gross Margin and Adjusted EBITDA, including per MT, which do not have standardized meanings prescribed by IFRS and Source’s method of calculating these measures may differ from the method used by other entities and, accordingly, they may not be comparable to similar measures presented by other companies. These financial measures should not be considered as an alternative to, or more meaningful than, net income (loss), gross margin and other measures of financial performance as determined in accordance with IFRS. For additional information regarding non-IFRS measures, including their use to management and investors and reconciliations to measures recognized by IFRS, please refer to the MD&A, which is available online at www.sedar.com and through Source’s website at www.sourceenergyservices.com.

FORWARD-LOOKING STATEMENTS
Certain statements contained in this press release constitute forward-looking statements relating to, without limitation, expectations, intentions, plans and beliefs, including information as to the future events, results of operations and Source’s future performance (both operational and financial) and business prospects. In certain cases, forward- looking statements can be identified by the use of words such as “expects”, “estimates”, “forecasts”, “intends”, “anticipates”, “believes”, “plans”, “projects” or variations of such words and phrases, or state that certain actions, events or results “may” or “will” be taken, occur or be achieved. Such forward-looking statements reflect Source’s beliefs, estimates and opinions regarding its future growth, results of operations, future performance (both operational and financial), and business prospects and opportunities at the time such statements are made, and Source undertakes no obligation to update forward-looking statements if these beliefs, estimates and opinions or circumstances should change unless required by applicable law. Forward-looking statements are necessarily based upon a number of estimates and assumptions made by Source that are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies. Forward-looking statements are not guarantees of future performance. In particular, this press release contains forward-looking statements pertaining, but not limited, to: our continued optimism for longer term industry prospects and increased demand for LNG on WCSB activity levels; anticipated improvements in pipeline egress and transportation capacity, coal to natural gas power generation conversions and the potential for additional hydrocarbon shipments by rail; outlook for operations and sales volumes; expectations respecting future conditions; revenue and profitability; industry activity levels; the impact of COVID-19 on the global economy and the effect it may continue to have on the Company’s business, liquidity, operations and financial condition and the pace of any subsequent recovery; industry conditions pertaining to the frac sand industry; the benefits that Source’s “last mile” services provide to customers; expectations regarding customer relationships and counterparty risk; the anticipated effect of terminal services on Source’s business; expectations regarding funding for future working capital and capital expenditures; Source’s planned cash outflows relating to lease commitments and financial liabilities; the ability to secure future funding; expectations on Source’s ability to meet their capital needs; expectations regarding fluctuations in foreign currency; expectations regarding the severity and outcome of legal claims and proceedings; expectations regarding the impact of climate change; risks associated with information systems and cyber security; and operational risks.

By their nature, forward-looking statements involve numerous current assumptions, known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Source to differ materially from those anticipated by Source and described in the forward-looking statements.

With respect to the forward-looking statements contained in this press release assumptions have been made regarding, among other things: proppant market prices; future oil, natural gas and natural gas liquids prices; future global economic and financial conditions; future commodity prices, demand for oil and gas and the product mix of such demand; levels of activity in the oil and gas industry in the areas in which Source operates; the continued availability of timely and safe transportation for Source’s products, including without limitation, Source’s rail car fleet and the accessibility of additional transportation by rail and truck; the maintenance of Source’s key customers and the financial strength of its key customers; the maintenance of Source’s significant contracts or their replacement with new contracts on substantially similar terms and that contractual counterparties will comply with current contractual terms; operating costs; that the regulatory environment in which Source operates will be maintained in the manner currently anticipated by Source; future exchange and interest rates; geological and engineering estimates in respect of Source’s resources; the recoverability of Source’s resources; the accuracy and veracity of information and projections sourced from third parties respecting, among other things, future industry conditions and product demand; demand for horizontal drilling and hydraulic fracturing and the maintenance of current techniques and procedures, particularly with respect to the use of proppants; Source’s ability to obtain qualified staff and equipment in a timely and cost-efficient manner; the regulatory framework governing royalties, taxes and environmental matters in the jurisdictions in which Source conducts its business and any other jurisdictions in which Source may conduct its business in the future; future capital expenditures to be made by Source; future sources of funding for Source’s capital program; Source’s future debt levels; the impact of competition on Source; and Source’s ability to obtain financing on acceptable terms.

A number of factors, risks and uncertainties could cause results to differ materially from those anticipated and described herein including, among others: the effects of competition and pricing pressures; risks inherent in key customer dependence; effects of fluctuations in the price of proppants; risks related to indebtedness and liquidity, including Source’s leverage, restrictive covenants in Source’s debt instruments and Source’s capital requirements; risks related to interest rate fluctuations and foreign exchange rate fluctuations; changes in general economic, financial, market and business conditions in the markets in which Source operates; changes in the technologies used to drill for and produce oil and natural gas; Source’s ability to obtain, maintain and renew required permits, licenses and approvals from regulatory authorities; the stringent requirements of and potential changes to applicable legislation, regulations and standards; the ability of Source to comply with unexpected costs of government regulations; liabilities resulting from Source’s operations; the results of litigation or regulatory proceedings that may be brought against Source; the ability of Source to successfully bid on new contracts and the loss of significant contracts; uninsured and underinsured losses; risks related to the transportation of Source’s products, including potential rail line interruptions or a reduction in rail car availability; the geographic and customer concentration of Source; the impact of climate change risk; the ability of Source to retain and attract qualified management and staff in the markets in which Source operates; labour disputes and work stoppages and risks related to employee health and safety; general risks associated with the oil and natural gas industry, loss of markets, consumer and business spending and borrowing trends; limited, unfavourable, or a lack of access to capital markets; uncertainties inherent in estimating quantities of mineral resources; sand processing problems; implementation of recently issued accounting standards; the use and suitability of Source’s accounting estimates and judgments; and the impact of information systems and cyber security breaches.

Although Source has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in the forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements will materialize or prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. The forward-looking statements contained in this press release are expressly qualified by this cautionary statement. Readers should not place undue reliance on forward-looking statements. These statements speak only as of the date of this press release. Except as may be required by law, Source expressly disclaims any intention or obligation to revise or update any forward-looking statements or information whether as a result of new information, future events or otherwise.

FOR FURTHER INFORMATION PLEASE CONTACT:

Media Inquiries:Investor Relations Inquiries:
Meghan SomersBrad Thomson
Communications AdvisorChief Executive Officer
(403) 262-1312 (ext. 295)(403) 262-1312 (ext. 225)
communications@sourceenergyservices.cominvestorrelations@sourceenergyservices.com

Source Energy Services Announces Upcoming Earnings Release

Calgary, Alberta (February 10, 2021) TSX: SHLE

Source Energy Services Ltd. (“Source”) is pleased to announce that its fourth quarter financial results for the period ending December 31, 2020, will be released following the Toronto Stock Exchange market close on March 18, 2021.

ABOUT SOURCE ENERGY SERVICES

Source is a logistics company that focuses on the supply and distribution of high quality Northern White frac sand. Source provides its customers with a full end-to-end solution supported by its Wisconsin mines and processing facilities, its Western Canadian terminal network and its “last mile” logistics capabilities. In addition to its industry leading frac sand transload terminal network and in-basin frac sand storage capabilities, Source also provides storage and logistics services for other bulk oil and gas well completion materials that are not produced by Source. Source has also developed Sahara, a proprietary wellsite mobile sand storage and handling system.

Source’s full-service approach allows customers to rely on its logistics capabilities to increase reliability of supply and to ensure the timely delivery of their requirements for frac sand and other bulk completion materials at the wellsite.

Media Inquiries:Investor Relations Inquiries:
Meghan SomersBrad Thomson
Communications AdvisorChief Executive Officer
(403) 262-1312 (ext. 295)(403) 262-1312 (ext. 225)
communications@sourceenergyservices.cominvestorrelations@sourceenergyservices.com

Source Completes Recapitalization Transaction

Calgary, Alberta (December 30, 2020) TSX: SHLE

Source Energy Services Ltd. (together with its affiliates, “Source” or the “Company”) is pleased to announce the completion of its recapitalization transaction (the “Recapitalization Transaction”) pursuant to a plan of arrangement dated November 25, 2020 (the “Plan of Arrangement”) under the Canada Business Corporations Act. The Plan of Arrangement was approved by the Court of Queen’s Bench of Alberta on November 27, 2020.

“We are very pleased to have successfully completed the Recapitalization Transaction with strong support from our key stakeholders,” said Brad Thomson, Chief Executive Officer of Source. “We have significantly improved our capital structure and addressed our liquidity challenges arising from the historic downturn in the Western Canadian oil and gas industry. Completion of the Recapitalization Transaction will provide enhanced financial strength and flexibility and better position Source to pursue our business and strategic objectives. We thank all of our customers, suppliers, employees, shareholders and other stakeholders for their continued commitment to Source.”

As a result of the completion of the Recapitalization Transaction, the Company has extended the maturity under its senior secured credit agreement to 2023 and issued new senior secured first lien notes (the “New Secured Notes”) that mature in 2025. The Recapitalization Transaction achieves a $32.7 million reduction of principal obligations and reduces Source’s near term cash interest expense. Under the Plan of Arrangement, the Company’s 10.5% senior secured first lien notes due 2021 were exchanged for New Secured Notes in the aggregate principal amount of $142,238,201 and new common shares of Source constituting 62.5% of the common shares outstanding on a fully diluted basis immediately following completion of the Recapitalization Transaction. The Company has the option, for all quarterly interest payments on the New Secured Notes due on or before February 15, 2022, to pay interest in kind through the issuance of additional New Secured Notes rather than in cash.

Concurrently with the completion of the Recapitalization Transaction, Source and its lending syndicate have amended and restated the Company’s senior secured credit agreement to enable Source to access incremental liquidity under an additional revolving facility in an initial principal amount of up to $20 million.

Under the Recapitalization Transaction, the common shares of Source outstanding immediately prior to the completion of the Recapitalization Transaction were consolidated on a twelve for one basis and represent 37.5% of the common shares outstanding on a fully diluted basis immediately following completion of the Recapitalization Transaction.

Board of Directors

In connection with the completion of the Recapitalization Transaction, two new directors have been appointed to Source’s board of directors (the “Board”):

  • Chris Johnson is the co-founder, CEO and President of Crown Capital Partners Inc. (TSX:CRWN) a public alternative finance provider. Mr. Johnson brings a wealth of finance, M&A and corporate governance experience to the Board, gained through his experience as financier and/or director of numerous public and private companies. Mr. Johnson is a Certified Financial Analyst.
  • Steven Sharpe is the Managing Director of The EmBeSa Corporation, a consultancy dealing with corporate restructuring. He is a seasoned business executive and corporate director with experience in a number of sectors including energy, technology, investment banking and hospitality. Mr. Sharpe currently sits on the Advisory Board of the Pine River Institute, and is a director of Dundee Corporation (TSX:DC.A), Essential Energy Services Ltd. (TSX:ESN) and Crown Capital Partners Inc. (TSX:CRWN).

With the appointment of the two new directors, Mr. Jim McMahon and Mr. Mick MacBean have resigned from the Board. Brad Thomson stated, “We’ve been fortunate to have Jim and Mick on the Source Board and will miss the unique perspectives and experience that they provide as Board members. As a co-founder of Source, Jim has been on the Board for many years and Mick joined the Source Board in early 2019. These gentlemen have provided unwavering support to Source through incredibly volatile times faced by the oilfield services sector. It has been an honour and a privilege to work with them.”

ABOUT SOURCE ENERGY SERVICES

Source is a logistics company that focuses on the supply and distribution of high quality Northern White frac sand. Source provides its customers with a full end-to-end solution supported by its Wisconsin mines and processing facilities, its Western Canadian terminal network and its “last mile” logistics capabilities. In addition to its industry leading frac sand transload terminal network and in-basin frac sand storage capabilities, Source also provides storage and logistics services for other bulk oil and gas well completion materials that are not produced by Source. Source has also developed Sahara, a proprietary wellsite mobile sand storage and handling system.

Source’s full-service approach allows customers to rely on its logistics capabilities to increase reliability of supply and to ensure the timely delivery of their requirements for frac sand and other bulk completion materials at the wellsite.

For further information, please contact:

Media Inquiries:Investor Relations Inquiries:
Meghan SomersBrad Thomson
Communications AdvisorChief Executive Officer
(403) 262-1312 (ext. 295)(403) 262-1312 (ext. 225)
communications@sourceenergyservices.cominvestorrelations@sourceenergyservices.com

FORWARD-LOOKING STATEMENTS

Certain statements contained in this press release may contain forward looking statements within the meaning of applicable securities laws. In certain cases and without limitation, forward-looking statements can be identified by the use of words such as “seeks” or variations of such words and phrases, or state that certain actions, events or results “may” or “will” be taken, occur or be achieved or addressed. Such forward-looking statements reflect Source’s beliefs, estimates and opinions regarding the Recapitalization Transaction and related transactions, Source’s future growth, results of operations, future performance (both operational and financial), and business prospects and opportunities at the time such statements are made, and Source undertakes no obligation to update forward-looking statements if these beliefs, estimates and opinions or circumstances should change. Forward-looking statements are necessarily based upon a number of estimates and assumptions made by Source that are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies. Forward-looking statements are not guarantees of future performance. In particular, this press release contains forward-looking statements pertaining, but not limited, to expectations regarding the impact of the Recapitalization Transaction and the Plan of Arrangement.

By their nature, forward-looking statements involve numerous current assumptions, known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Source to differ materially from those anticipated by Source and described in the forward-looking statements.

With respect to the forward-looking statements contained in this press release, assumptions have been made regarding, among other things, the impact of the Recapitalization Transaction and the Plan of Arrangement.

Although Source has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in the forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements will materialize or prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. The forward-looking statements contained in this press release are expressly qualified by this cautionary statement. Readers should not place undue reliance on forward-looking statements. These statements speak only as of the date of this press release. Except as may be required by law, Source expressly disclaims any intention or obligation to revise or update any forward-looking statements or information whether as a result of new information, future events or otherwise.

Source Energy Obtains Court Approval of its Recapitalization Transaction

Calgary, Alberta (November 27, 2020) TSX: SHLE

Source Energy Services Ltd. (together with its affiliates, “Source” or the “Company”) announced today that it has obtained a Final Order of the Court of Queen’s Bench of Alberta approving the Company’s recapitalization transaction (the “Recapitalization Transaction”) pursuant to a plan of arrangement dated November 25, 2020 (the “Plan of Arrangement”) under the Canada Business Corporations Act (the “CBCA”).

Subject to the satisfaction or waiver of the conditions to the implementation of the Plan of Arrangement (including the finalization and execution of definitive documentation relating to the New Secured Notes, the Company’s senior bank financing arrangements, and a revised intercreditor agreement), the Company expects to complete the Recapitalization Transaction in December 2020.

ABOUT SOURCE ENERGY SERVICES

Source is a logistics company that focuses on the supply and distribution of high quality Northern White frac sand. Source provides its customers with a full end-to-end solution supported by its Wisconsin mines and processing facilities, its Western Canadian terminal network and its “last mile” logistics capabilities. In addition to its industry leading frac sand transload terminal network and in-basin frac sand storage capabilities, Source also provides storage and logistics services for other bulk oil and gas well completion materials that are not produced by Source. Source has also developed Sahara, a proprietary wellsite mobile sand storage and handling system.

Source’s full-service approach allows customers to rely on its logistics capabilities to increase reliability of supply and to ensure the timely delivery of their requirements for frac sand and other bulk completion materials at the wellsite.

For further information, please contact:

Media Inquiries:Investor Relations Inquiries:
Meghan SomersBrad Thomson
Communications AdvisorChief Executive Officer
(403) 262-1312 (ext. 295)(403) 262-1312 (ext. 225)
communications@sourceenergyservices.cominvestorrelations@sourceenergyservices.com

FORWARD-LOOKING STATEMENTS

Certain statements contained in this press release constitute forward-looking statements relating to, without limitation, expectations, intentions, plans and beliefs, including information as to the future events, the expected process for and timing of implementing the Recapitalization Transaction, the Plan of Arrangement and related financing arrangements, and the satisfaction or waiver of the conditions to the Plan of Arrangement. In certain cases and without limitation, forward-looking statements can be identified by the use of words such as “seeks” or variations of such words and phrases, or state that certain actions, events or results “may” or “will” be taken, occur or be achieved. Such forward-looking statements reflect Source’s beliefs, estimates and opinions regarding the Recapitalization Transaction and related transactions, the CBCA proceedings, Source’s future growth, results of operations, future performance (both operational and financial), and business prospects and opportunities at the time such statements are made, and Source undertakes no obligation to update forward-looking statements if these beliefs, estimates and opinions or circumstances should change. Forward-looking statements are necessarily based upon a number of estimates and assumptions made by Source that are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies. Forward-looking statements are not guarantees of future performance. In particular, this press release contains forward-looking statements pertaining, but not limited, to: expectations regarding the Recapitalization Transaction, the CBCA proceedings and the Plan of Arrangement.

By their nature, forward-looking statements involve numerous current assumptions, known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Source to differ materially from those anticipated by Source and described in the forward-looking statements.

With respect to the forward-looking statements contained in this press release, assumptions have been made regarding, among other things: the Recapitalization Transaction, the CBCA proceedings and the Plan of Arrangement.

A number of factors, risks and uncertainties could cause results to differ materially from those anticipated and described herein including, among others: Source’s ability to complete the Recapitalization Transaction and satisfy the conditions precedent to the completion of the Plan of Arrangement, and the final terms, timing and implementation of the Recapitalization Transaction and related transactions.

Although Source has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in the forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements will materialize or prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. The forward-looking statements contained in this press release are expressly qualified by this cautionary statement. Readers should not place undue reliance on forward-looking statements. These statements speak only as of the date of this press release. Except as may be required by law, Source expressly disclaims any intention or obligation to revise or update any forward-looking statements or information whether as a result of new information, future events or otherwise.

Source Energy Noteholders and Shareholders Overwhelmingly Approve Recapitalization Transaction

Calgary, Alberta (November 25, 2020) TSX: SHLE

Source Energy Services Ltd. (together with its affiliates, “Source” or the “Company”) announced today that at the meetings of holders (the “Noteholders”) of the Company’s 10.5% senior secured first lien notes due 2021 (the “Notes”) and holders (the “Shareholders”) of Source’s common shares held earlier today, the Noteholders and Shareholders overwhelmingly approved the Company’s recapitalization transaction (the “Recapitalization Transaction”) to be implemented pursuant to a plan of arrangement dated November 25, 2020 (the “Plan of Arrangement”) under the Canada Business Corporations Act (the “CBCA”). At the meetings, 100% of the votes cast by Noteholders and 99.98% of the votes cast by Shareholders were voted in favour of resolutions approving the Plan of Arrangement.

Election of Directors

The following seven nominees for election to Source’s board of directors (the “Board”) were elected by Shareholders present or represented by proxy at the Shareholders’ meeting. The voting results are as follows:

Name of NomineeVotes ForVotes Withheld
NumberPercentNumberPercent
Bradley Thomson31,071,02299.98%6,3970.02%
Stewart Hanlon31,071,02299.98%6,3970.02%
James McMahon31,075,02299.99%2,3970.01%
Jeff Belford31,071,02299.98%6,3970.02%
Kenneth Seitz31,071,02299.98%6,3970.02%
Michael MacBean31,071,02299.98%6,3970.02%
Carrie Lonardelli31,071,02299.98%6,3970.02%

As described in Source’s management information circular dated November 2, 2020 (the “Circular”), the Recapitalization Transaction is conditional on, among other things, the composition and size of the Board being acceptable to holders of a majority of the Notes held by the Noteholders that entered into the support agreement with the Company on October 7, 2020. Accordingly, there may be appointments and resignations from the Board in connection with the completion of the Recapitalization Transaction. The Company will provide a further update on these matters at the appropriate time.

Shareholder Approval of Other Matters

In addition to approving the Plan of Arrangement, Shareholders also voted at the Shareholders’ meeting to approve each of the other resolutions described in the Circular, as follows: (i) the special resolution approving the consolidation of the common shares of the Company was approved by 99.98% of the votes cast by Shareholders; (ii) the special resolution to reduce the stated capital of the Company’s common shares to $10,000,000 was approved by 99.98% of the votes cast by Shareholders; (iii) the ordinary resolution to fix the number of directors to be elected at the meeting at seven (7) was approved by 99.93% of the votes cast by Shareholders; and (iv) the ordinary resolution approving the appointment of PricewaterhouseCoopers LLP as the auditor of the Company was approved by 99.99% of the votes cast by Shareholders.

Court Approval and Implementation

The hearing to seek Court approval of the Plan of Arrangement is scheduled for November 27, 2020 at 9:00 a.m. (Calgary time). Subject to obtaining Court approval of the Plan of Arrangement and the satisfaction or waiver of the other conditions to the implementation of the Plan of Arrangement (including the finalization and execution of definitive documentation relating to the New Secured Notes, the Company’s senior bank financing arrangements, and a revised intercreditor agreement), the Company is working to complete the Recapitalization Transaction in December 2020.

As part of the Court approval of the Recapitalization Transaction, the Company will seek a permanent waiver of any defaults, third party change of control rights or any non-compliance with any agreement relating to, among other things, the commencement of the CBCA proceedings, the non-payment of interest or any other amounts due and payable in respect of the Notes, the implementation of the Amended Credit Facility and the Additional Liquidity Facility (as those terms are defined in the Plan of Arrangement) and the completion of the Recapitalization Transaction.

ABOUT SOURCE ENERGY SERVICES

Source is a logistics company that focuses on the supply and distribution of high quality Northern White frac sand. Source provides its customers with a full end-to-end solution supported by its Wisconsin mines and processing facilities, its Western Canadian terminal network and its “last mile” logistics capabilities. In addition to its industry leading frac sand transload terminal network and in-basin frac sand storage capabilities, Source also provides storage and logistics services for other bulk oil and gas well completion materials that are not produced by Source. Source has also developed Sahara, a proprietary wellsite mobile sand storage and handling system.

Source’s full-service approach allows customers to rely on its logistics capabilities to increase reliability of supply and to ensure the timely delivery of their requirements for frac sand and other bulk completion materials at the wellsite.

For further information, please contact:

Media Inquiries:Investor Relations Inquiries:
Meghan SomersBrad Thomson
Communications AdvisorChief Executive Officer
(403) 262-1312 (ext. 295)(403) 262-1312 (ext. 225)
communications@sourceenergyservices.cominvestorrelations@sourceenergyservices.com

FORWARD-LOOKING STATEMENTS

Certain statements contained in this press release constitute forward-looking statements relating to, without limitation, expectations, intentions, plans and beliefs, including information as to the future events, the expected process for and timing of implementing the Recapitalization Transaction, the expected process for and timing of implementing the Plan of Arrangement, the expectation around changes to the Company’s Board of Directors in connection with implementation of the Plan of Arrangement and the provision of additional information in respect thereof, the expectation that the Company will attend a hearing before, and seek certain relief from, the Court and the expected timing for such hearing. In certain cases and without limitation, forward-looking statements can be identified by the use of words such as “seeks” or variations of such words and phrases, or state that certain actions, events or results “may” or “will” be taken, occur or be achieved. Such forward-looking statements reflect Source’s beliefs, estimates and opinions regarding the Recapitalization Transaction and related transactions, the CBCA proceedings and the meetings, Source’s future growth, results of operations, future performance (both operational and financial), and business prospects and opportunities at the time such statements are made, and Source undertakes no obligation to update forward-looking statements if these beliefs, estimates and opinions or circumstances should change. Forward-looking statements are necessarily based upon a number of estimates and assumptions made by Source that are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies. Forward-looking statements are not guarantees of future performance. In particular, this press release contains forward-looking statements pertaining, but not limited, to: expectations regarding the Recapitalization Transaction, the CBCA proceedings and the Plan of Arrangement.

By their nature, forward-looking statements involve numerous current assumptions, known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Source to differ materially from those anticipated by Source and described in the forward-looking statements.

With respect to the forward-looking statements contained in this press release, assumptions have been made regarding, among other things: the Recapitalization Transaction, the CBCA proceedings and the Plan of Arrangement.

A number of factors, risks and uncertainties could cause results to differ materially from those anticipated and described herein including, among others: Source’s ability to complete the Recapitalization Transaction and obtain requisite stakeholder and Court approvals, and the final terms, timing and implementation of the Recapitalization Transaction and related transactions.

Although Source has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in the forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements will materialize or prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. The forward-looking statements contained in this press release are expressly qualified by this cautionary statement. Readers should not place undue reliance on forward-looking statements. These statements speak only as of the date of this press release. Except as may be required by law, Source expressly disclaims any intention or obligation to revise or update any forward-looking statements or information whether as a result of new information, future events or otherwise.

Source Energy Services Provides Update on its Recapitalization Transaction and its Plan of Arrangement

Calgary, Alberta (November 23, 2020) TSX: SHLE

Source Energy Services Ltd. (together with its affiliates, “Source” or the “Company”) announces today updated voting results in respect of its previously announced recapitalization transaction (the “Recapitalization Transaction”) to be implemented pursuant to a corporate plan of arrangement (“Plan of Arrangement”) under the Canada Business Corporations Act (the “CBCA”). The Company also announces an amendment to the Plan of Arrangement (as amended, the “Amended Plan of Arrangement”) relating to the financing to be completed by the Company in connection with the completion of the Recapitalization Transaction.

As of the close of business on November 20, 2020, shareholders holding 50% of Source’s common shares had cast votes in respect of the Plan of Arrangement, with 99.98% of such votes having been cast in favour of the Plan of Arrangement, and 98% of the Company’s 10.5% senior secured notes due 2021 (the “Notes”) had been voted in respect of the Plan of Arrangement, with 100% of the votes having been cast in favour of approval of the Plan of Arrangement.

Pursuant to the interim order of the Court of Queen’s Bench of Alberta dated October 26, 2020 (the “Interim Order”), any holder of Notes (“Noteholder”) or non-registered shareholder wishing to vote on the Plan of Arrangement must submit its voting instructions prior to November 23, 2020 at 5:00 p.m. (Calgary time) (the “Voting Deadline”). Security holders are encouraged to contact their bank, broker or other intermediary to confirm voting instruction requirements and any internal deadlines that may require security holders to submit their voting instructions in advance of the Voting Deadline.

Update on Financing and the Amendment to the Plan of Arrangement

As described in the Company’s October 7, 2020 news release announcing the Recapitalization Transaction, completion of the Recapitalization Transaction is conditional on, among other things, the amendment of Source’s revolving credit facility (as amended, the “Amended Credit Facility”) and the implementation of a term loan facility (the “BDC Facility”) from Business Development Bank of Canada (“BDC”). The key terms and conditions of the Amended Credit Facility and the BDC Facility were contained in non-binding term sheets agreed to by the Company and the applicable lenders prior to the announcement of the Recapitalization Transaction.

Source continues to advance the terms, structure and definitive documentation relating to the financing to be completed in connection with the completion of the Recapitalization Transaction. The Company is engaged in discussions with a number of parties with respect to its financing arrangements, including its lending syndicate, BDC and the Noteholders holding approximately 74% of the principal amount of the Notes that are party to a support agreement with Source (the “Initial Consenting Noteholders”).

At this time, Source does not expect that it will proceed with the BDC Facility on closing of the Recapitalization Transaction. The Company will continue its efforts, in consultation with its lending syndicate and the Initial Consenting Noteholders, to ensure Source has access to sufficient financing and liquidity as part of completion of the Recapitalization Transaction.

To provide Source with flexibility regarding the financing arrangements to be implemented in connection with the Recapitalization Transaction, the Company has amended the Plan of Arrangement in order to:

    • reflect the fact that the Company does not expect to proceed with the BDC Facility on closing of the Recapitalization Transaction;
    • provide flexibility for Source to enter into a financing facility on closing of the Recapitalization Transaction (the “Additional Liquidity Facility”) pursuant to a credit agreement or other instrument in form and substance satisfactory to the Majority Initial Consenting Noteholders (as defined in the Plan of Arrangement); and
    • provide that the first-ranking security interest of the New Secured Notes in the Note Priority Collateral (as those terms are defined in the Plan of Arrangement) shall be subject to, if applicable, the prior ranking of the Additional Liquidity Facility for so long as it is outstanding.

The Amended Plan of Arrangement, together with a comparison identifying the modifications to the Plan of Arrangement contained in Source’s management information circular dated November 2, 2020, will be made available on SEDAR and Source’s website.

The amendment to the Plan of Arrangement is supported by the Initial Consenting Noteholders. Source will continue to advance its financing arrangements in consultation with key stakeholders.

In accordance with the Interim Order, the Amended Plan of Arrangement shall be the plan of arrangement for purposes of the meetings of Noteholders and shareholders (the “Meetings”) to vote on resolutions approving the Recapitalization Transaction. The Meetings are scheduled to be held on November 25, 2020.

Any Noteholder or shareholder who previously voted in respect of the Plan of Arrangement and wishes to cast the same vote in respect of the Amended Plan of Arrangement does not need to take any action. Any questions or requests for further information, including assistance in providing or changing voting instructions, may be directed to Kingsdale Advisors, Source’s proxy, information and exchange agent, at 1-800-749-9890 or 416-867-2272, or by email at contactus@kingsdaleadvisors.com.

ABOUT SOURCE ENERGY SERVICES

Source is a logistics company that focuses on the supply and distribution of high quality Northern White frac sand. Source provides its customers with a full end-to-end solution supported by its Wisconsin mines and processing facilities, its Western Canadian terminal network and its “last mile” logistics capabilities. In addition to its industry leading frac sand transload terminal network and in-basin frac sand storage capabilities, Source also provides storage and logistics services for other bulk oil and gas well completion materials that are not produced by Source. Source has also developed Sahara, a proprietary wellsite mobile sand storage and handling system.

Source’s full-service approach allows customers to rely on its logistics capabilities to increase reliability of supply and to ensure the timely delivery of their requirements for frac sand and other bulk completion materials at the wellsite.

For further information, please contact:

Media Inquiries:Investor Relations Inquiries:
Meghan SomersBrad Thomson
Communications AdvisorChief Executive Officer
(403) 262-1312 (ext. 295)(403) 262-1312 (ext. 225)
communications@sourceenergyservices.cominvestorrelations@sourceenergyservices.com

FORWARD-LOOKING STATEMENTS

Certain statements contained in this press release constitute forward-looking statements relating to, without limitation, expectations, intentions, plans and beliefs, including information as to the future events, the Recapitalization Transaction, the Plan of Arrangement, the voting results at the Meetings, results of operations and Source’s future performance (both operational and financial) and business prospects. In certain cases, forward-looking statements can be identified by the use of words such as “expects”, “estimates”, “forecasts”, “intends”, “anticipates”, “believes”, “plans”, “seeks”, “projects” or variations of such words and phrases, or state that certain actions, events or results “may” or “will” be taken, occur or be achieved. Such forward-looking statements reflect Source’s beliefs, estimates and opinions regarding the Recapitalization Transaction and related transactions, the CBCA proceedings and the Meetings, Source’s future growth, results of operations, future performance (both operational and financial), and business prospects and opportunities at the time such statements are made, and Source undertakes no obligation to update forward-looking statements if these beliefs, estimates and opinions or circumstances should change. Forward-looking statements are necessarily based upon a number of estimates and assumptions made by Source that are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies. Forward-looking statements are not guarantees of future performance. In particular, this press release may contain forward-looking statements pertaining, but not limited, to: expectations regarding the Recapitalization Transaction, including the terms, timing and implementation of the Recapitalization Transaction, expectations regarding demand for and sales volumes of sand in light of the COVID-19 pandemic; expectations regarding the price of proppants and sensitivity to changes in such prices; outlook for operations and sales volumes; expectations respecting future competitive conditions; industry activity levels; expectations regarding market share; industry conditions pertaining to the frac sand industry; expectations regarding customer relationships and counterparty risk; drilling and well completion activity in 2020; expectations regarding the impact of direct-source contracts; sand sales volumes and sand spot pricing in 2020; expectations regarding future working capital and capital expenditures; the ability to secure future funding; expectations regarding fluctuations in foreign currency; expectations regarding the severity and outcome of legal claims and proceedings; expectations regarding insurance coverage and proceeds; expectations regarding the impact of climate change; risks associated with information systems and cyber security and operational risks. Statements relating to mineral resources are deemed to be forward looking-statements, as they involve the implied assessment, based on certain estimates and assumptions, that the mineral resources described exist in the quantities predicted or estimated and that the mineral resources described might be able to be profitably produced in the future.

By their nature, forward-looking statements involve numerous current assumptions, known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Source to differ materially from those anticipated by Source and described in the forward-looking statements.

With respect to the forward-looking statements contained in this press release, assumptions have been made regarding, among other things: the Recapitalization Transaction and the CBCA proceedings; proppant market prices; future oil, natural gas and natural gas liquids prices; future global economic and financial conditions; future commodity prices, demand for oil and gas and the product mix of such demand; levels of activity in the oil and gas industry in the areas in which Source operates; the continued availability of timely and safe transportation for Source’s products, including without limitation, Source’s rail car fleet and the accessibility of additional transportation by rail and truck; the maintenance of Source’s key customers and the financial strength of its key customers; the maintenance of Source’s significant contracts or their replacement with new contracts on substantially similar terms and that contractual counterparties will comply with current contractual terms; operating costs; that the regulatory environment in which Source operates will be maintained in the manner currently anticipated by Source; future exchange and interest rates; geological and engineering estimates in respect of Source’s resources; the recoverability of Source’s resources; the accuracy and veracity of information and projections sourced from third parties respecting, among other things, future industry conditions and product demand; demand for horizontal drilling and hydraulic fracturing and the maintenance of current techniques and procedures, particularly with respect to the use of proppants; Source’s ability to obtain qualified staff and equipment in a timely and cost-efficient manner; the regulatory framework governing royalties, taxes and environmental matters in the jurisdictions in which Source conducts its business and any other jurisdictions in which Source may conduct its business in the future; future capital expenditures to be made by Source; future sources of funding for Source’s capital program; Source’s future debt levels; the impact of competition on Source; and Source’s ability to obtain financing on acceptable terms.

A number of factors, risks and uncertainties could cause results to differ materially from those anticipated and described herein including, among others: Source’s ability to complete the Recapitalization Transaction and obtain requisite stakeholder and Court approvals; the final terms, timing and implementation of the Recapitalization Transaction and related transactions; effects of competition and pricing pressures; risks inherent in key customer dependence; effects of fluctuations in the price of proppants; risks related to indebtedness and liquidity, including Source’s leverage, restrictive covenants in Source’s debt instruments and Source’s capital requirements; risks related to interest rate fluctuations and foreign exchange rate fluctuations; changes in general economic, financial, market and business conditions in the markets in which Source operates; changes in the technologies used to drill for and produce oil and natural gas; Source’s ability to obtain, maintain and renew required permits, licenses and approvals from regulatory authorities; the stringent requirements of and potential changes to applicable legislation, regulations and standards; the ability of Source to comply with unexpected costs of government regulations; liabilities resulting from Source’s operations; the results of litigation or regulatory proceedings that may be brought against Source; the ability of Source to successfully bid on new contracts and the loss of significant contracts; uninsured and underinsured losses; risks related to the transportation of Source’s products, including potential rail line interruptions or a reduction in rail car availability; the geographic and customer concentration of Source; the impact of climate change risk; the ability of Source to retain and attract qualified management and staff in the markets in which Source operates; labour disputes and work stoppages and risks related to employee health and safety; general risks associated with the oil and natural gas industry, loss of markets, consumer and business spending and borrowing trends; limited, unfavourable, or a lack of access to capital markets; uncertainties inherent in estimating quantities of mineral resources; sand processing problems; implementation of recently issued accounting standards; the use and suitability of Source’s accounting estimates and judgments; and the impact of information systems and cyber security breaches.

Although Source has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in the forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements will materialize or prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. The forward-looking statements contained in this press release are expressly qualified by this cautionary statement. Readers should not place undue reliance on forward-looking statements. These statements speak only as of the date of this press release. Except as may be required by law, Source expressly disclaims any intention or obligation to revise or update any forward-looking statements or information whether as a result of new information, future events or otherwise.